CVS Health’s $40 Billion Acquisition Financing for Aetna

Shearman & Sterling advised CVS Health Corporation (CVS Health) on its $40 billion bond offering to finance a portion of the purchase price for its acquisition of Aetna Inc. (Aetna).

This is the third-largest corporate bond sale on record. This acquisition financing supports CVS’s industry-transforming $69 billion acquisition of Aetna, on which the firm also advised. CVS’s acquisition of Aetna is expected to provide more integrated and efficient healthcare services for consumers and health professionals.

The offering consisted of nine tranches of senior notes, the longest maturity due in 2048 and the largest issue at $9 billion, consisting of: a $1 billion issue of floating rate notes due 2020; a $1 billion issue of floating rate notes due 2021; a $2 billion issue of 3.125% senior notes due 2020; a $3 billion issue of 3.350% senior notes due 2021; a $6 billion issue of 3.700% senior notes due 2023; a $5 billion issue of 4.100% senior notes due 2025; a $9 billion issue of 4.300% senior notes due 2028; a $5 billion issue of 4.780% senior notes due 2038; and a $8 billion issue of 5.050% senior notes due 2048.

The joint book-running managers were Barclays Capital Inc., Goldman Sachs & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC.

Shearman & Sterling advised CVS Health Corporation with a team including Stephen T. Giove (Picture), Lona Nallengara, Rupa Briggs, Daniel Yao, Gina Lee, Jordan Altman, Thomas Donegan, Nathan Greene, Ethan Harris, Kenneth J. Laverriere, Doreen Lilienfeld, Mehran Massih, Catherine Sum, Eric Grosshandler, Inyoung Song, Marie-Alexis Valente and Matthew Weston.


Involved fees earner: Stephen Giove – Shearman & Sterling; Lona Nallengara – Shearman & Sterling; Rupa Briggs – Shearman & Sterling; Daniel Yao – Shearman & Sterling; Gina Lee – Shearman & Sterling; Jordan Altman – Shearman & Sterling; Marie-Alexis Valente – Shearman & Sterling; Thomas Donegan – Shearman & Sterling; Inyoung Song – Shearman & Sterling; Ethan Harris – Shearman & Sterling; Eric Grosshandler – Shearman & Sterling; Kenneth Laverriere – Shearman & Sterling; Doreen Lilienfeld – Shearman & Sterling; Matthew Weston – Shearman & Sterling; Mehran Massih – Shearman & Sterling; Catherine Sum – Shearman & Sterling; Nathan Greene – Shearman & Sterling;

Law Firms: Shearman & Sterling;

Clients: CVS Health Corporation;



Author: Ambrogio Visconti